-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VpFRN17FTjUCy0UhcA06aEla+bGG/Hoi82ZCIokl20A3q3vkuIQsRZdmwH83dYJc 2K56xuXiQ8fKz98kdndaEg== 0000950156-03-000321.txt : 20030904 0000950156-03-000321.hdr.sgml : 20030904 20030904094458 ACCESSION NUMBER: 0000950156-03-000321 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030630 FILED AS OF DATE: 20030904 EFFECTIVENESS DATE: 20030904 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CGM CAPITAL DEVELOPMENT FUND CENTRAL INDEX KEY: 0000060332 IRS NUMBER: 046014026 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-00933 FILM NUMBER: 03880466 BUSINESS ADDRESS: STREET 1: ONE INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 BUSINESS PHONE: 617-737-3225 MAIL ADDRESS: STREET 1: ONE INTERNATIONAL PLACE CITY: BOSTON STATE: MA ZIP: 02110 FORMER COMPANY: FORMER CONFORMED NAME: LOOMIS SAYLES CAPITAL DEVELOPMENT FUND INC DATE OF NAME CHANGE: 19900302 N-CSRS 1 d59785.txt CGM CAPITAL DEVELOPMENT FUND SEMI-ANNUAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-00933 ----------- CGM CAPITAL DEVELOPMENT FUND ----------------------------------------------------------------------- (Exact name of registrant as specified in charter) One International Place, Boston, Massachusetts 02110 ----------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Jeremiah J. Bresnahan, Jr., Esq. Bingham McCutchen LLP 150 Federal Street Boston, MA 02110 ----------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 1-617-737-3225 ----------------- Date of fiscal year end: December 31, 2003 -------------------------- Date of reporting period: June 30, 2003 ------------------------- ITEM 1. REPORTS TO STOCKHOLDERS. CGM CAPITAL DEVELOPMENT FUND 168th Quarterly Report June 30, 2003 A No-Load Fund [logo] Investment Adviser CAPITAL GROWTH MANAGEMENT Limited Partnership TO OUR SHAREHOLDERS - ------------------------------------------------------------------------------- CGM Capital Development Fund increased 14.4% during the second quarter of 2003 compared to the unmanaged Standard and Poor's 500 Index which increased 15.4% over the same period. For the first six months of the year, CGM Capital Development Fund returned 14.8% while the unmanaged S&P 500 Index increased 11.8%. The long awaited recovery remained elusive during the second quarter of 2003. Many economic indicators barely budged over the three-month period, and business activity remained sluggish. Major manufacturers are currently operating at only 72% capacity and many of them have been discouraged from new capital spending. Without a stronger economy, unemployment levels show no signs of abating. The favorable resolution of the Iraqi war failed to bolster consumer confidence to any great degree though the consumer does keep chugging along, lured by incentives to spend money on houses and automobiles and thereby keeping the economy growing, though only at a meager 1%-2% annual rate. The remedy may, however, be on the way. We anticipate a strengthening economy during the second half of the year as significant monetary and fiscal policies are implemented which should help to stimulate spending. First, on June 25, the Federal Reserve Board again shaved 25 basis points from the Federal Funds rate to achieve a new 45-year low. The ten-year Treasury bond is currently yielding only 3.63% and the three-month Treasury bill, a mere 87 basis points. Secondly, on the fiscal front, a front-end-loaded tax cut replete with lower dividend taxes is being implemented and, we believe, will put more money in the consumer's pocket. Finally, the federal government continues to spend at a good clip which, when combined with a weakening dollar that ought to boost foreign exports, should nudge the economy out of neutral and into a forward gear. Ahead of the curve, investors anticipated the significance of these factors and bid the S&P 500 Index up 15% during the second quarter. Frequently, the stock market becomes an accurate leading indicator in and of itself. In this instance, we believe the market is signaling better times for the economy. That said, the fact remains that the stock market is still expensive, with the S&P 500 Index selling at 18-19 times next year's earnings. We do believe there are opportunities in a few sectors and in individual companies where growth prospects look good to us relative to market prices, and we are concentrating on just such situations. CGM Capital Development Fund held large positions in the housing and building materials, health-care services, and energy industries on June 30, 2003. The Fund's three largest holdings at quarter-end were the Ryland Group, Inc., the Lennar Corporation and D.R. Horton, Inc. /s/ Robert L. Kemp Robert L. Kemp President July 1, 2003 CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- INVESTMENT PERFORMANCE (unaudited) - ------------------------------------------------------------------------------- Total Return for Periods Ended June 30, 2003 CGM CAPITAL DEVELOPMENT THE FUND'S AVERAGE FUND ANNUAL TOTAL RETURN ------------- ----------------------- 10 Years ............................. +58.7% +4.7% 5 Years ............................. -26.9 -6.1 1 Year .............................. -11.1 -11.1 3 Months ............................ +14.4 -- The percentage figures for the Fund are based upon the beginning net asset values of $30.04, $28.86, $19.66 and $15.27, respectively, and the June 30, 2003 net asset value of $17.47 per share assuming the reinvestment of income dividends and capital gains during such respective periods. These percentage figures do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The performance data contained in this report represent past performance, which is no guarantee of future results. The investment return and the principal value of an investment in the Fund will fluctuate so that investors' shares, when redeemed, may be worth more or less than their original cost. CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- BOARD OF TRUSTEES PETER O. BROWN G. KENNETH HEEBNER ROBERT L. KEMP ROBERT B. KITTREDGE LAURENS MACLURE JAMES VAN DYKE QUEREAU, JR. J. BAUR WHITTLESEY OFFICERS ROBERT L. KEMP, President G. KENNETH HEEBNER, Vice President LESLIE A. LAKE, Vice President and Secretary KATHLEEN S. HAUGHTON, Vice President MARTHA I. MAGUIRE, Vice President W. DUGAL THOMAS, Vice President MARY L. STONE, Assistant Vice President FRANK N. STRAUSS, Treasurer INVESTMENT ADVISER CAPITAL GROWTH MANAGEMENT LIMITED PARTNERSHIP Boston, Massachusetts 02110 TRANSFER AND DIVIDEND PAYING AGENT AND CUSTODIAN OF ASSETS STATE STREET BANK AND TRUST COMPANY Boston, Massachusetts 02102 SHAREHOLDER SERVICING AGENT FOR STATE STREET BANK AND TRUST COMPANY BOSTON FINANCIAL DATA SERVICES, INC. P.O. Box 8511 Boston, Massachusetts 02266-8511 CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- The Fund is supervised by the board of trustees. The trustees and officers of the Fund, their ages, their principal occupations during the past five years, the number of CGM Funds they oversee, and other directorships they hold are set forth below. Unless otherwise noted below, the address of each trustee and officer is One International Place, Boston, Massachusetts 02110. An asterisk in the table below identifies those trustees and officers who are "interested persons" of the Fund as defined in the Investment Company Act of 1940, as amended. Each trustee and officer of the Fund noted as an interested person is interested by virtue of that individual's position with Capital Growth Management Limited Partnership ("CGM"), the Fund's investment manager, as described in the table below. The Statement of Additional Information for the Fund includes additional information about Fund trustees and is available, without charge, upon request by calling the CGM Marketing Department, toll free, at 800-345-4048.
NUMBER OF FUNDS IN THE PRINCIPAL OCCUPATION DURING CGM FUNDS POSITION HELD AND PAST 5 YEARS AND COMPLEX NAME, ADDRESS AND AGE LENGTH OF TIME SERVED OTHER DIRECTORSHIPS HELD OVERSEEN - ------------------ --------------------- --------------------------- ------------- INTERESTED TRUSTEES G. Kenneth Heebner* Trustee since 1993 Employee, CGM; Part Owner, Kenbob, Inc. 4 age 62 (Managing Partner of CGM) Robert L. Kemp* Trustee since 1990 Employee, CGM; Part Owner, Kenbob, Inc. 4 age 71 (Managing Partner of CGM) DISINTERESTED TRUSTEES Peter O. Brown Trustee since 1993 Counsel (formerly, Partner), Harter, 4 age 62 Secrest & Emery LLP (law firm); Trustee, TT International U.S.A. Master and Feeder Trusts (four mutual funds) Robert B. Kittredge Trustee since 1990 Retired; formerly Trustee, New England 4 age 82 Zenith Fund Laurens MacLure Trustee since 1990 Retired; formerly President and Chief 4 age 78 Executive Officer, New England Deaconess Hospital; formerly Trustee, New England Zenith Fund; formerly Director, Massachusetts Blue Cross/Blue Shield James Van Dyke Quereau, Jr. Trustee since 1993 Managing Partner and Director, Stratton 4 age 54 Management Company (Investment Management); Director and Vice President, Semper Trust Co. J. Baur Whittlesey Trustee since 1990 Member, Ledgewood Law Firm, P.C. 4 age 56 OFFICERS G. Kenneth Heebner* Vice President since 1990 Employee, CGM; Part Owner, Kenbob, Inc. 4 age 62 (Managing Partner of CGM) Robert L. Kemp* President since 1990 Employee, CGM; Part Owner, Kenbob, Inc. 4 age 71 (Managing Partner of CGM) Kathleen S. Haughton* Vice President since 1992 and Employee - Investor Services Division, CGM 4 age 43 Anti-Money Laundering Compliance address: Officer since 2002 222 Berkeley Street, Boston, Massachusetts 02116 Leslie A. Lake* Vice President and Secretary Employee - Office Administrator, CGM 4 age 58 since 1990 Martha I. Maguire* Vice President since 1994 Employee - Funds Marketing, CGM 4 age 47 Mary L. Stone* Assistant Vice President since Employee - Portfolio Transactions, CGM 4 age 58 1990 Frank N. Strauss* Treasurer since 1992 Employee - Chief Financial Officer, CGM 4 age 42 Funds address: 222 Berkeley Street, Boston, Massachusetts 02116 W. Dugal Thomas* Vice President since 1992 Employee - Director of Marketing, CGM 4 age 66
CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------ 25-YEAR INVESTMENT RECORD DECEMBER 31, 1977 -- JUNE 30, 2003 (UNAUDITED) - ------------------------------------------------------------------------------------------------------------------------------ IF YOU HAD PURCHASED ONE SHARE OF THE FUND ON DECEMBER 31, 1977 - ------------------------------------------------------------------------------------------------------------------------------ -- AND HAD TAKEN ALL DIVIDENDS OR -- HAD REINVESTED ALL DIVIDENDS AND CAPITAL AND DISTRIBUTIONS IN CASH GAINS DISTRIBUTIONS IN ADDITIONAL SHARES ---------------------------------------------------------------------------------------------------------------- During the Year You Would Have Received Which Would Represent ---------------------------- ------------------------------------ The Value of A Cumulative The Net Your Original Change Asset Value Per Share Per Share Investment An Expressed On of Your Capital Gains Income At Each Annual As An Index With December Shares Would Distributions Dividends Year End Total Return December 31, 31 Have Been of of Would Have Been of 1977 = 100.0 - ------------------------------------------------------------------------------------------------------------------------------ 1977 $10.74 100.0 1978 13.05 -- $0.27 $ 13.41 + 24.9% 124.9 1979 16.20 -- 0.35 17.08 + 27.4 159.1 1980 20.50 $ 1.65* 0.36 24.41 + 42.9 227.4 1981 17.34 3.38 0.36 25.51 + 4.5 237.6 1982 24.88 2.88 0.41 45.64 + 78.9 425.1 1983 25.21 2.50 0.47 52.76 + 15.6 491.4 1984 17.28 6.15 0.11 48.43 - 8.2 451.1 1985 25.02 -- 0.18 70.80 + 46.2 659.5 1986 23.12 7.46 0.16 90.91 + 28.4 846.8 1987 16.56 10.09 0.14 105.36 + 15.9 981.4 1988 15.87 0.02 0.62 105.04 - 0.3 978.5 1989 18.37 -- 0.34 123.84 + 17.9 1153.7 1990 18.53 -- 0.10 125.57 + 1.4 1169.9 1991 25.80 11.07* 0.06 250.01 + 99.1 2329.3 1992 27.43 2.68* 0.20 293.76 + 17.5 2736.9 1993 27.71 7.51 0.07 378.07 + 28.7 3522.4 1994 20.58 0.71 0.07 291.49 - 22.9 2715.8 1995 27.33 1.68 0.02 411.29 + 41.1 3832.0 1996 29.08 5.87 0.07 526.86 + 28.1 4908.8 1997 26.96 9.08 -- 652.78 + 23.9 6082.0 1998 24.95 4.19 0.11 708.27 + 8.5 6599.0 1999 26.20 0.56 0.11 762.81 + 7.7 7107.1 2000 25.12 -- 0.10 733.82 - 3.8 6837.0 2001 19.21 -- -- 561.37 - 23.5 5230.3 2002 15.22 -- -- 444.61 - 20.8 4142.4 2003 (6/30) 17.47 -- -- 510.41 + 14.8 4755.5 ------ ----- ------ Totals $77.48 $4.68 + 4655.5 - ------------------------------------------------------------------------------------------------------------------------------ * Includes $0.09, $0.02 and $0.02 per share distributed from paid-in capital. - ------------------------------------------------------------------------------------------------------------------------------ The performance data contained in this report represent past performance, which is no guarantee of future results. The table above does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. The investment return and the principal value of an investment in the Fund will fluctuate so that investors' shares, when redeemed, may be worth more or less than the original cost.
CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- INVESTMENTS as of June 30, 2003 (unaudited) COMMON STOCKS -- 99.8% OF TOTAL NET ASSETS Shares Value(a) ------ -------- AIRLINES -- 2.2% AMR Corporation (b) .............................. 575,000 $ 6,325,000 ------------ AUTO AND RELATED -- 4.5% Group 1 Automotive, Inc. (b) ..................... 400,000 12,964,000 ------------ BEVERAGE AND TOBACCO -- 5.2% Altria Group, Inc. ............................... 330,000 14,995,200 ------------ DRUGS -- 9.5% Barr Laboratories, Inc. (b) ...................... 97,000 6,353,500 Medicis Pharmaceutical Corporation ............... 150,000 8,505,000 Teva Pharmaceutical Industries Limited (c) ....... 215,000 12,239,950 ------------ 27,098,450 ------------ ENERGY -- 10.2% Chesapeake Energy Corporation .................... 1,460,000 14,746,000 XTO Energy, Inc. ................................. 720,000 14,479,200 ------------ 29,225,200 ------------ FINANCIAL SERVICES -- 3.6% Countrywide Financial Corporation ................ 147,300 10,247,661 ------------ HEALTH-CARE SERVICES -- 14.5% AdvancePCS (b) ................................... 390,000 14,909,700 Amerisourcebergen Corporation .................... 185,000 12,829,750 Pacificare Health Systems (b) .................... 280,000 13,812,400 ------------ 41,551,850 ------------ HEAVY CAPITAL GOODS -- 5.1% PACCAR, Inc. ..................................... 215,000 14,525,400 ------------ HOUSING AND BUILDING MATERIALS -- 28.4% D.R. Horton, Inc. ................................ 644,900 18,121,690 Hovnanian Enterprises, Inc. (b) .................. 120,000 7,074,000 Lennar Corporation; Class A ...................... 280,000 20,020,000 Lennar Corporation; Class B ...................... 28,000 1,923,600 NVR, Inc. (b) .................................... 26,000 10,686,000 Ryland Group, Inc. ............................... 337,000 23,387,800 ------------ 81,213,090 ------------ MACHINERY -- 2.5% AGCO Corporation (b) ............................. 420,000 7,173,600 ------------ PERIPHERALS -- 4.7% Western Digital Corporation (b) .................. 1,300,000 13,390,000 ------------ RETAIL -- 5.3% Tractor Supply Company (b) ....................... 320,000 15,280,000 ------------ TEXTILE AND APPAREL -- 4.1% Timberland Company (b) ........................... 222,800 11,777,208 ------------ TOTAL COMMON STOCKS (Identified Cost $230,331,822) ........... 285,766,659 ------------ SHORT-TERM INVESTMENT-- 0.3% Face Amount ----------- American Express Credit Corporation, 1.20%, 7/01/03 (Cost $775,000) ............................... $775,000 775,000 ------------ TOTAL INVESTMENTS-- 100.1% (Identified Cost $231,106,822)(d) . 286,541,659 Cash and Receivables ....................................... 14,511,036 Liabilities ................................................ (14,824,632) ------------ TOTAL NET ASSETS-- 100.0% .................................... $286,228,063 ============ (a) See Note 1A. (b) Non-income producing security. (c) An American Depository Receipt (ADR) is a certificate issued by a U.S. bank representing the right to receive securities of the foreign issuer described. The values of ADRs are significantly influenced by trading on exchanges not located in the United States or Canada. (d) Federal Tax Information: At June 30, 2003 the net unrealized appreciation on investments based on cost of $231,106,822 for Federal income tax purposes was as follows: Aggregate gross unrealized appreciation for all investments in which there is an excess of value over tax cost ........ $ 59,287,003 Aggregate gross unrealized depreciation for all investments in which there is an excess of tax cost over value ........ (3,852,166) ------------ Net unrealized appreciation ................................. $ 55,434,837 ============ See accompanying notes to financial statements. CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- STATEMENT OF ASSETS AND LIABILITIES June 30, 2003 (unaudited) ASSETS Investments at value (Identified cost-- $231,106,822) .................... $286,541,659 Cash .................................................. 2,859 Receivable for: Securities sold .................... $14,417,580 Shares of the Fund sold ............ 12,521 Dividends and interest ............. 78,076 14,508,177 ----------- ------------ 301,052,695 ------------ LIABILITIES Payable for: Securities purchased ................. 14,173,502 Shares of the Fund redeemed .......... 373,913 14,547,415 ----------- Accrued expenses: Management fees ...................... 242,323 Trustees' fees ....................... 10,684 Accounting and Administration fees ... 4,000 Transfer agent fees .................. 4,953 Other expenses ....................... 15,257 277,217 ----------- ------------ 14,824,632 ------------ NET ASSETS .............................................. $286,228,063 ============ Net Assets consist of: Capital paid-in ..................................... $385,579,365 Undistributed net investment loss ................... (938,270) Accumulated net realized loss ....................... (153,847,869) Unrealized appreciation on investments-- net ........ 55,434,837 ------------ NET ASSETS .............................................. $286,228,063 ============ Shares of beneficial interest outstanding, no par value 16,382,601 ============ Net asset value per share* ............................ $17.47 ============ * Shares of the Fund are sold and redeemed at net asset value ($286,228,063 / 16,382,601). See accompanying notes to financial statements. CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- STATEMENT OF OPERATIONS Six Months Ended June 30, 2003 (unaudited) INVESTMENT INCOME Income Dividends (net of withholding tax of $6,121) ............. $ 599,821 Interest ................................................. 6,512 ----------- 606,333 ----------- Expenses Management fees .......................................... 1,318,661 Trustees' fees ........................................... 23,679 Accounting and Administration ............................ 24,000 Custodian ................................................ 37,892 Transfer agent ........................................... 63,021 Audit and tax services ................................... 15,125 Legal .................................................... 39,306 Printing ................................................. 12,473 Registration ............................................. 9,501 Miscellaneous ............................................ 945 ----------- 1,544,603 ----------- Net investment loss .......................................... (938,270) ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS Realized gain on investments-- net ......................... 4,500,765 Unrealized appreciation-- net .............................. 33,678,274 ----------- Net gain on investments .................................... 38,179,039 ----------- NET CHANGE IN ASSETS FROM OPERATIONS ......................... $37,240,769 =========== See accompanying notes to financial statements. CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------------------------------- STATEMENT OF CHANGES IN NET ASSETS
SIX MONTHS ENDED YEAR ENDED JUNE 30, 2003 DECEMBER 31, (UNAUDITED) 2002 FROM OPERATIONS Net investment loss ...................................... $ (938,270) $ (2,214,544) Net realized gain (loss) from investments ................ 4,500,765 (50,935,197) Unrealized appreciation (depreciation) ................... 33,678,274 (15,892,293) ------------- ------------- Change in net assets from operations ................... 37,240,769 (69,042,034) ------------- ------------- FROM CAPITAL SHARE TRANSACTIONS Proceeds from sale of shares ............................. 1,057,438 4,955,793 Cost of shares redeemed .................................. (11,888,344) (29,460,558) ------------- ------------- Change in net assets derived from capital share transactions ......................................... (10,830,906) (24,504,765) ------------- ------------- Total change in net assets ............................... 26,409,863 (93,546,799) NET ASSETS Beginning of period ...................................... 259,818,200 353,364,999 ------------- ------------- End of period (including net investment loss of $938,270 and $0, respectively) ......................... $ 286,228,063 $ 259,818,200 ------------- ------------- NUMBER OF SHARES OF THE FUND: Issued from sale of shares ............................... 67,531 272,374 Redeemed ............................................... (754,903) (1,593,362) ------------- ------------- Net change ............................................. (687,372) (1,320,988) ============= ============= See accompanying notes to financial statements.
CGM CAPITAL DEVELOPMENT FUND - ----------------------------------------------------------------------------------------------------------------------------------- FINANCIAL HIGHLIGHTS
SIX MONTHS ENDED YEAR ENDED DECEMBER 31, JUNE 30, 2003 ---------------------------------------------------- (UNAUDITED) 2002 2001 2000 1999 1998 ----------- ---- ---- ---- ---- ---- For a share of the Fund outstanding throughout each period: Net asset value at the beginning of period .................. $15.22 $19.21 $25.12 $26.20 $24.95 $26.96 ------ ------ ------ ------ ------ ------ Net investment income (loss) ................................ (0.06)(a) (0.12)(a) (0.08)(b) 0.12(a) 0.12 0.11 Dividends from net investment income ........................ -- -- -- (0.10) (0.11) (0.11) Net realized and unrealized gain (loss) on investments ...... 2.31 (3.87) (5.83) (1.10) 1.80 2.18 Distribution from net realized gain ......................... -- -- -- -- (0.56) (4.19) ------ ------ ------ ------ ------ ------ Net increase (decrease) in net asset value .................. 2.25 (3.99) (5.91) (1.08) 1.25 (2.01) ------ ------ ------ ------ ------ ------ Net asset value at end of period ............................ $17.47 $15.22 $19.21 $25.12 $26.20 $24.95 ====== ====== ====== ====== ====== ====== Total Return (%) ............................................ 14.8 (20.8) (23.5) (3.8) 7.7 8.5 Ratios: Operating expenses to average net assets (%) ................ 1.17* 1.15 1.12 1.10 1.08 1.07 Net investment income (loss) to average net assets (%) ...... (0.71)* (0.67) (0.38) 0.46 0.46 0.39 Portfolio turnover (%) ...................................... 318* 209 283 334 335 335 Net assets at end of period (in thousands) ($) 286,228 259,818 353,365 523,854 632,537 703,418 (a) Per share net investment income/(loss) has been calculated using the average shares outstanding during the period. (b) Per share net investment loss does not reflect the year's reclassification of permanent differences between book and tax basis net investment loss. See Note 1D. * Computed on an annualized basis.
See accompanying notes to financial statements. CGM CAPITAL DEVELOPMENT FUND - ------------------------------------------------------------------------------- NOTES TO FINANCIAL STATEMENTS -- June 30, 2003 (unaudited) 1. The Fund is organized as a Massachusetts business trust under the laws of Massachusetts pursuant to an Agreement and Declaration of Trust. The Fund is registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. Along with three other funds in a separate Trust, there are four CGM Funds. The Fund's objective is long-term capital appreciation. The Fund seeks to attain its objective by investing in the equity securities of a relatively small but diverse group of companies and industries. The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. A. SECURITY VALUATION -- Equity securities are valued on the basis of valuations furnished by a pricing service, authorized by the Board of Trustees. The pricing service provides the last reported sale price for securities listed on a national securities exchange or, in the case of the NASDAQ national market system, the NASDAQ official closing price. For securities with no sale reported and in the case of over-the-counter securities not so listed, the last reported bid price is used. Short-term investments having a maturity of sixty days or less are stated at amortized cost, which approximates value. Other assets and securities which are not readily marketable will be valued in good faith at fair value using methods determined by the Board of Trustees. B. SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME -- Security transactions are accounted for on the trade date (date the order to buy or sell is executed) and dividend income is recorded on the ex-dividend date net of applicable foreign taxes. Interest income is recorded on the accrual basis. Net gain or loss on securities sold is determined on the identified cost basis. C. FEDERAL INCOME TAXES -- It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies, and to distribute to its shareholders all of its taxable income and net realized capital gains, within the prescribed time period. Accordingly, no provision for federal income tax has been made. At December 31, 2002, there were capital loss carryovers available to offset future realized gains of $4,310,582 expiring in year 2008, $102,772,100 expiring in year 2009 and $50,926,623 expiring in year 2010. D. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS -- Dividends and distributions are recorded by the Fund on the ex-dividend date. The classification of income and capital gains distributions is determined in accordance with income tax regulations. Distributions from net investment income and short-term capital gains are treated as ordinary income for income tax purposes. Permanent book and tax differences relating to shareholder distributions may result in reclassifications to paid-in capital. These differences are primarily related to net investment loss write off. Undistributed net investment income or accumulated net investment loss may include temporary book and tax differences which will reverse in a subsequent period. Any taxable income or gain remaining at fiscal year end is distributed in the following year. E. INVESTMENT RISK -- There are certain additional risks involved in investing in foreign securities that are not inherent in investments in domestic securities. These risks may involve adverse political and economic developments and the possible imposition of currency exchange blockages or other foreign governmental laws or restrictions. In addition, the securities of some foreign companies and securities markets are less liquid and at times more volatile than securities of comparable U.S. companies and U.S. securities markets. 2. PURCHASES AND SALES OF SECURITIES -- For the period ended June 30, 2003, purchases and sales of securities other than United States government obligations and short-term investments aggregated $418,738,329 and $430,613,791, respectively. There were no purchases or sales of United States government obligations. 3. A. MANAGEMENT FEES -- During the period ended June 30, 2003, the Fund incurred management fees of $1,318,661 paid or payable to the Fund's investment adviser, Capital Growth Management Limited Partnership (CGM), certain officers and directors of which are also officers and trustees of the Fund. The management agreement provides for a fee at the annual rate of 1.00% on the first $500 million of the Fund's average daily net assets, 0.95% of the next $500 million and 0.80% of such assets in excess of $1 billion. B. OTHER EXPENSES -- CGM performs certain administrative, accounting and other services for the Fund. The expenses of those services, which are paid to CGM by the Fund, include the following: (i) expenses for personnel performing bookkeeping, accounting, and financial reporting functions and clerical functions relating to the Fund; (ii) expenses for services required in connection with the preparation of registration statements and prospectuses, shareholder reports and notices, proxy solicitation material furnished to shareholders of the Fund or regulatory authorities and reports and questionnaires for SEC compliance; and (iii) registration, filing and other fees in connection with requirements of regulatory authorities. The Accounting and Administration expense of $24,000, for the period ended June 30, 2003, is shown separately in the financial statements. C. TRUSTEES FEES AND EXPENSES -- The Fund does not pay any compensation directly to its officers or to any trustees who are directors, officers or employees of CGM, or any affiliate of CGM (other than registered investment companies). For the period ended June 30, 2003 each other trustee was compensated by the CGM Funds with an annual fee of $37,000 plus travel expenses for each meeting attended. Of this amount, each fund was responsible for $4,500 per trustee, plus an annual variable fee calculated based on the proportion of each fund's average net assets relative to the aggregate average net assets of the CGM Funds, which for the period ended June 30, 2003 was $1,886 per trustee for the Fund. INVESTMENT ADVISER CAPITAL GROWTH MANAGEMENT LIMITED PARTNERSHIP Boston, Massachusetts 02110 - ------------------------------------------------------------------------------- TELEPHONE NUMBERS For information about: [ ] Account Procedures and Status [ ] Redemptions [ ] Exchanges Call 800-343-5678 [ ] New Account Procedures [ ] Prospectuses [ ] Performance Call 800-345-4048 - ------------------------------------------------------------------------------- MAILING ADDRESSES FOR EXISTING ACCOUNTS CGM Shareholder Services c/o Boston Financial Data Services P.O. Box 8511 Boston, MA 02266-8511 FOR NEW ACCOUNT APPLICATIONS ONLY The CGM Funds P.O. Box 449 Boston, MA 02117-0449 - ------------------------------------------------------------------------------- This report has been prepared for the shareholders of the Fund and is not authorized for distribution to current or prospective investors in the Fund unless it is accompanied or preceded by a prospectus. CQR2 03 Printed in U.S.A. ITEM 2. CODE OF ETHICS. Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (a) Based on their evaluation of the CGM Capital Development Fund's disclosure controls and procedures within 90 days of the filing of this Form N-CSR, the principal executive officer and principal financial officer have concluded that the CGM Capital Development Fund's disclosure controls and procedures are effective to provide reasonable assurance that material information required to be disclosed by the CGM Capital Development Fund on this report is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. (b) There were no changes in CGM Capital Development Fund's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the CGM Capital Development Fund's internal control over financial reporting. ITEM 10. EXHIBITS. (a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable. (a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Investment Company Act of 1940: attached hereto as EX-99.CERT. (b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14 under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed "filed" for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference: attached hereto as EX-99.906CERT. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. CGM Capital Development Fund By: /S/Robert L. Kemp Robert L. Kemp President Principal Executive Officer Date: September 2, 2003 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: /S/ Robert L. Kemp Robert L. Kemp President Principal Executive Officer Date: September 2, 2003 By: /S/ Frank N. Strauss Frank N. Strauss CFO & Treasurer Principal Financial Officer Date: September 2, 2003 EX-99.CERT 3 ex1.txt CERTIFICATION EX-99.cert Registrant Name: CGM Capital Development Fund File Number: 811-933 Registrant CIK Number: 0000060332 Certifications: I, Robert L. Kemp, certify that: 1. I have reviewed this report on Form N-CSR of CGM Capital Development Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and c) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: September 2, 2003 /s/ Robert L. Kemp Robert L. Kemp President Principal Executive Officer I, Frank N. Strauss, certify that: 1. I have reviewed this report on Form N-CSR of CGM Capital Development Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) for the registrant and have: a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and c) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: 9/2/03 /s/ Frank N. Strauss Frank N. Strauss CFO & Treasurer Principal Financial Officer EX-99.906CERT 4 ex2.txt 906 CERTIFICATION EX-99.906CERT Registrant Name: CGM Capital Development Fund File Number: 811-933 Registrant CIK Number: 0000060332 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 The undersigned officers of the CGM Capital Development Fund (the "Fund"), with respect to the Fund's Form N-CSR for the period ended June 30, 2003 as filed with the Securities and Exchange Commission, each hereby certify that, to the best of such officer's knowledge: 1. the Fund's Form N-CSR fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. the information contained in such Form N-CSR fairly presents, in all material respects, the financial conditions and results of operations of the Fund. Date: 9/2/03 /s/ Robert L. Kemp Robert L. Kemp President Principal Executive Officer Date: 9/2/03 /s/ Frank N. Strauss Frank N. Strauss CFO & Treasurer Principal Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----